Notice Of AGM - 2018 - HFFC

Notice Of AGM – 2018

NOTICE IS HEREBY GIVEN THAT THE 9th ANNUAL GENERAL MEETING OF HOME FIRST FINANCE COMPANY INDIA LIMITED SCHEDULED TO BE HELD ON SATURDAY, 7TH JULY,2018 AT 10.00 A.M. AT THE REGISTERED OFFICE OF THE COMPANY SITUATED AT 511, ACME PLAZA, ANDHERI KURLA ROAD, ANDHERI EAST, MUMBAI –  400059, MAHARASHTRA TO TRANSACT THE FOLLOWING BUSINESS:

Ordinary Business:

Adoption of the Financial Statements

1. To receive, consider and adopt the audited Balance sheet, Statement of Profit and Loss and Cash Flow Statement along with Directors’ Report(along with all the annexures) and Auditors report for the financial year ended 31st March 2018.

Ratification of Appointment of Auditor for FY 2017-18

2. To consider and, if thought fit, to pass with or without modification the following resolution as an Ordinary Resolution:

RESOLVED THAT pursuant to Sections 139 of the Companies Act, 2013 read with the Companies (Audit and Auditors) Rules, 2014 (“the Act”), (including any statutory modification or reenactment thereof, for the time being in force), the appointment of M/s. Walker Chandiok & Co. LLP, Chartered Accountants, having ICAI registration number (FRN: 001076N/N500013), as Statutory Auditors of the Company be and is hereby ratified for the financial year 2018-19 and the Board of Directors be and are hereby authorized to fix the remuneration in consultation with the auditors.“

Special Business:

Re-classification of Authorized Share Capital

3. To consider and if thought fit, to pass, with or without modification(s), the following resolution as an Ordinary Resolution:

RESOLVED THAT pursuant to the provisions of Section 61, 13 and other applicable provisions of the Companies Act, 2013, if any read with rules made thereunder, the consent of the Members of the Company be and is hereby accorded to re-classify the Authorised Share Capital of the Company

RESOLVED FURTHER THAT pursuant to Section 13 and other applicable provisions of Companies Act, 2013, Clause V of the Memorandum of Association of the Company be and is hereby substituted to incorporate therein the effect of re-classification of Authorised Share Capital of the Company by following Clause V:

“V. Authorized Share Capital of the Company is Rs.10,00,00,000 (Rupees Ten Crores Only) divided into the following classes:
(i) 1,50,00,000 (One Core Fifty Lakh Only) Equity Shares of Rs. 10/- (Rupees Ten Only) each;
with the power to increase or reduce its capital and to divide the shares in the capital for the time being into several classes and to attach thereto respectively such as preferential, qualified or special rights, and privileges as may be determined in accordance with the provisions of the Companies Act, 2013 and the rules made thereunder.“

Re-Appointment of Mr. Sakti Prasad Ghosh as an Independent Director of the Company

4. To consider and if thought fit to pass with or without modification(s) the following resolution as a Special Resolution:

RESOLVED THAT pursuant to the provisions of sections 149, 152 and other applicable provisions, if any, of the Companies Act, 2013 (Act) and the Rules framed thereunder, read with Schedule IV to the Act, as amended from time to time, Mr. Sakti Prasad Ghosh (DIN 00183802), a non executive Director of the Company, who has submitted a declaration that he meets the criteria for independence as provided in section 149(6) of the Act and who is eligible for appointment, be and is hereby appointed as an independent Director of the Company not liable to retire by rotation, for a term of five years till the conclusion of the Annual General Meeting to be scheduled in the year 2023.”

Re-Appointment of Ms. Sujatha Venkatramanan as an Independent Director of the Company

5. To consider and if thought fit to pass with or without modification(s) the following resolution as a Special Resolution:

RESOLVED THAT pursuant to the provisions of sections 149, 152 and other applicable provisions, if any, of the Companies Act, 2013 (Act) and the Rules framed thereunder, read with Schedule IV to the Act, as amended from time to time, Ms. Sujatha Venkatramanan (DIN 05340759), a nonexecutive Director of the Company, who has submitted a declaration that he meets the criteria for independence as provided in section 149(6) of the Act and who is eligible for appointment, be and is hereby appointed as an Independent Director of the Company not liable to retire by rotation, for a term of five years till the conclusion of the Annual General Meeting to be scheduled in the year 2023.”

Re-appointment Mr. Manoj Viswanathan (DIN 01741612) as Director & CEO of the Company for 5 years from April 1, 2018

6. To consider and if thought fit, to pass, with or without modification(s), the following resolution as a Special Resolution:

RESOLVED THAT subject to the provisions of Section 196, 197 and 203 read with Schedule V and other applicable provisions, if any, of the Companies Act, 2013 (“the Act”), The Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 (including any statutory modifications or re-enactment(s) thereof for the time being in force), consent of the Shareholders is be and hereby accorded, approval of the Central Government/Ministry of Corporate Affairs, if any required and other applicable laws and regulations, Mr. Manoj Viswanathan (DIN 01741612) be and is hereby re-appointed as the Director & Chief Executive Officer, for a further period of 5 years w. e. f. 1st April, 2018 (“the Proposed Term”) on an annual remuneration of Rs.81.60 Lakhs (including performance linked incentive) with annual increment in remuneration as may be approved by the Board of Directors from time to time.

RESOLVED FURTHER THAT all the General Power of Attorney being issued to Mr. Manoj Viswanathan in the capacity of Director & CEO shall stand binding and valid on the Company during his terms of re-appointment and the same shall stand withdrawn upon Mr. Viswanathan ceasing to be the Director & CEO of the Company.

RESOLVED FURTHER THAT any Director or the Key Managerial Personnel be and is hereby severally authorized to sign/file on behalf of the Company, the requisite returns, forms, applications, documents and other papers as may be required and to do all such deeds, acts, matters and things so as to give effect to this resolution for and on behalf of the Company.”

Adoption of new set of Article of Associations of the Company

7. To consider and if thought fit, to pass, with or without modification(s), the following resolution as a Special Resolution:

RESOLVED THAT pursuant to the provisions of Section 14 and other applicable provisions of the Companies Act, 2013 read with Companies (Incorporation) Rules, 2014 (including any statutory modification(s), enactment(s) or re-enactment(s) thereof for the time being in force), the new set of Articles of Association as submitted to this meeting (duly initialed by the Company Secretary for the purpose of identification), be and are hereby approved and adopted in substitution, and to the entire exclusion of the existing Articles of Association of the Company.

RESOLVED FURTHER THAT the Board of Directors or the KMPs of the Company be and is hereby authorized to take all such steps and actions for the purpose of making all such filings and registrations as may be required in relation to the aforesaid amendment to the Articles of Association and further to do all such acts and deeds, matters and things as may be deemed necessary to give effect to this resolution.”

Approval of offer or invitation to subscribe to Non-Convertible Debentures on private placement

8. To consider and if thought fit, to pass, with or without modification(s), the following resolution as a Special Resolution:

RESOLVED THAT pursuant to the provisions of Sections 42,71 and all other applicable provisions of the Companies Act, 2013 read with the Companies (Prospectus and Allotment of Securities) Rules, 2014 (including any statutory modification(s) or re-enactment thereof, for the time being in force) and subject to the approval/consent of such appropriate authorities, as may be required, under any statute for time being in force, the approval of the members be and is hereby accorded to authorize the Board of Directors of the Company to make offer(s) or invitation(s) to subscribe for redeemable non-convertible debentures on private placement for an amount aggregating up to Rs.400 Crores (Rupees Four Hundred Crores), whether listed/unlisted, secured / unsecured or otherwise, in one or more series / tranches to financial institution(s)/bank(s)/mutual fund(s)/body corporate(s) / company(ies)/any other entities/persons and on such terms and conditions as the Board of Directors of the Company may, from time to time, determine and consider proper and most beneficial to the Company including timing/s of the issue of the said Debentures be issued, the consideration for the issue, coupon /interest, utilization of the issue proceeds and all matters connected with or incidental thereto and that this resolution shall be effective and valid till one year from the date of passing this resolution.

RESOLVED FURTHER THAT the Board be and is hereby authorized to do all such acts, deeds and things as may be required to approve the execution of all such documents, instruments and writings as may be necessary in connection with the foregoing and to delegate all or any of its powers hereby conferred to a Committee constituted by the Board or to any of the officials or employees of the Company from time to time with power to the said Committee to further delegate its powers to any of its members or to any officials or employees of the Company.”

Borrowing Powers

9. To consider and if thought fit, to pass, with or without modification(s), the following resolution as a Special Resolution:
RESOLVED THAT in supersession of all the earlier resolutions passed by the Members of the Company and pursuant to the provisions of Section 180(1)(c) and other applicable provisions, if any, of the Companies Act, 2013 read with the Companies (Meetings of Board and its Powers) Rules, 2014, including any statutory modification(s) or re-enactment thereof, for the time being in force, and the Articles of Association of the Company, consent of the Members be and is hereby accorded to the Board of Directors of the Company (hereinafter referred to as “the Board” which term shall be deemed to include any Committee of the Board), to borrow any sum or sums of money from time to time at its discretion, for the purpose of the business of the Company, from any one or more Banks, Financial Institutions and other persons, Firms, Bodies Corporate, notwithstanding that the monies to be borrowed together with the monies already borrowed by the Company (apart from temporary loans obtained from the Company’s Bankers in the ordinary course of business) may, at any time, exceed the aggregate of the paid-up share capital of the Company and its free reserves (that is to say reserves not set apart for any specific purpose), subject to such aggregate borrowings not exceeding the amount which is 3,000 crores (Rupees Three Thousand Crores only) over and above the aggregate of the then paid-up share capital of the Company and its free reserves (that is to say reserves not set apart for any specific purpose) and that the Board be and is hereby empowered and authorized to arrange or fix the terms and conditions of all such monies to be borrowed from time to time as to interest, repayment, security or otherwise as it may, in its absolute discretion, think fit.

RESOLVED FURTHER THAT for the purpose of giving effect to this resolution, the Board or the KMP’s be and are hereby authorized to do all such acts, deeds, matters and things as it may in its absolute discretion deem necessary, proper, or desirable and to settle any question, difficulty, doubt that may arise in respect of the borrowing(s) aforesaid and further to do all such acts, deeds and things and to execute all documents and writings as may be necessary, proper, desirable or expedient to give effect to this resolution.”

Charge of Assets

10. To consider and if thought fit, to pass, with or without modification(s), the following resolution as a Special Resolution:

RESOLVED THAT in supersession of the earlier resolutions passed by the Members of the Company and pursuant to the provisions of Section 180(1)(a) and other applicable provisions, if any, of the Companies Act, 2013 (“the Act”) read with the Companies (Meetings of Board and its Powers) Rules, 2014, including any statutory modification(s) or re-enactment thereof, for the time being in force, and the Articles of Association of the Company, consent of the Members be and is hereby accorded to the Board of Directors of the Company (hereinafter referred to as “the Board” which term shall be deemed to include any Committee of the Board) for creation of charge / mortgage / pledge / hypothecation / security in addition to existing charge / mortgage / pledge / hypothecation / security, in such form and manner and with such ranking and at such time and on such terms as the Board may determine, on all or any of the moveable and / or immovable properties, tangible or intangible assets of the Company, both present and future and / or the whole or any part of the undertaking(s) of the Company, as the case may be in favour of the Lender(s), Agent(s) and Trustee(s), for securing the borrowings availed / to be availed by the Company by way of loan(s) (in foreign currency and/or rupee currency) and securities (comprising fully / partly convertible debentures and / or nonconvertible debentures with or without detachable or non -detachable warrants and / or secured premium notes and / or floating rate notes / bonds or other debt instruments), issued / to be issued by the Company including deferred sales tax loans availed / to be availed by various Units of the Company, from time to time, subject to the limits approved under Section 180(1)(c) of the Act together with interest at the respective agreed rates, additional interest, compound interest in case of default, accumulated interest, liquidated damages, commitment charges, premia on prepayment, remuneration of the Agent(s) / Trustee(s), premium (if any) on redemption, all other costs, charges and expenses, including any increase as a result of devaluation / revaluation / fluctuation in the rates of exchange and all other monies payable by the Company in terms of the loan agreement(s), debenture trust deed(s) or any other document, entered into / to be entered into between the Company and the Lender(s) / Agent(s) / Trustee(s) / State Government(s) / Agency(ies) representing various state government and / or other agencies etc. in respect of the said loans / borrowings / debentures / securities / deferred sales tax loans and containing such specific terms and conditions and covenants in respect of enforcement of security as may be stipulated in that behalf and agreed to between the Board and the Lender(s) / Agent(s)/ Trustee(s) / State Government(s) / Agency(ies), etc.

RESOLVED FURTHER THAT the securities to be created by the Company as aforesaid may rank prior / pari passu / subservient with / to the mortgages and/or charges already created or to be created in future by the Company or in such other manner and ranking as may be thought expedient by the Board and as may be agreed to between the concerned parties.

RESOLVED FURTHER THAT for the purpose of giving effect to this resolution, the Board be and is hereby authorised to finalize, settle, and execute such documents / deeds / writings / papers / agreements as may be required and to do all such acts, deeds, matters and things, as it may in its absolute discretion deem necessary, proper or desirable and to settle any question, difficulty or doubt that may arise in regard to creating mortgages / charges as aforesaid.”

By order of the Board of Directors,
For Home First Finance Company India Private Limited

Shreyans Bachhawat                                                                            Place: Mumbai
Company Secretary                                                                               Date:  June 14, 2018
Mem No: A26700

Notes:

  1. A MEMBER ENTITLED TO ATTEND AND VOTE IS ENTITLED TO APPOINT ONE OR MORE PROXIES TO ATTEND AND VOTE INSTEAD OF HIMSELF AND A PROXY NEED NOT BE A MEMBER OF THE COMPANY
  2. The Explanatory Statement for the proposed Special Business pursuant to Section 102(1) of the Companies Act, 2013 (“the Act”) setting out material facts is annexed hereto.
  3. In pursuance to section 105(6) of the Companies Act, 2013 and rule 19(3) of the Companies (Management and Administration) Rules, 2014, Proxies in Form MGT-11, in order to be valid and effective, should be duly stamped, completed, signed and deposited at the Registered Office of the Company not less than 48 hours before the date of the meeting.
  4. Corporate Members are requested to send at the Registered Office of the Company a certified copy of the Board Resolution passed pursuant to Section 113 of the Companies Act, 2013, authorizing their representative to attend and vote at the Meeting.
  5. The Shareholders may choose to hold the Ordinary Shares of the Company in the demat mode. The ISIN as allotted by NSDL is INE481N01017. In case of any query, you may please get in touch with the Company or the Registrar & Transfer Agent i.e. Karvy Computershare Private Limited Add: Karvy Selenium, Tower B, Plot No 31-32, Gachibowli, Nanakramguda, Hyderabad – 500 032. Phone: 040 6716 1563.

EXPLANATORY STATEMENT PURSUANT TO SECTION 102(1) OF THE COMPANIES ACT, 2013 (“the Act”)

The following Explanatory Statement, pursuant to Section 102 of the Companies Act, 2013 (“Act”), sets out all material facts relating to the all the businesses mentioned in the accompanying Notice dated August 21, 2017, along with the details of the directors seeking appointment/reappointment, as required under Secretarial Standard on General Meetings.

Item No. 3

The Company has unissued Authorized Capital of 16,00,004 under Series A Compulsory Convertible Preference Shares and 24,08,811 under Series B Compulsory Convertible Preference Shares. The management proposes to re-classify the excess unissued Capital under both the series of Compulsory Convertible Preference Shares into Equity Share Capital.

The Board at its meeting held on May 28, 2018 have approved the proposal to reclassify the preference share into equity shares.

On reclassification of authorised capital, it would be necessary to amend Clause V of the Memorandum of Association. The Resolution seeks approval of Members to reclassify the Share Capital and to amend the said Clause.

The Board of Directors recommends the passing of this Resolution by oridnary resolution set out at item no 3 of the notice. None of the Directors / key managerial persons of the Company or their relatives is interested, financially or otherwise, in the aforesaid resolution,

Item No 4

The Members of the Company, at the General Meeting held on June 20, 2011 had approved the appointment of Mr. Sakti Prasad Ghosh as an independent Director of the Company,
As per Section 149(10) of the Companies Act, 2013 (CA 2013), an Independent Director shall hold office for a term of five consecutive years on the Board of a company but shall be eligible for reappointment on passing a special resolution by the Company for another term of five consecutive years on the Board of a Company. In line with the aforesaid provisions of the CA 2013 and in view of long, rich experience, continued valuable guidance to the management and strong Board performance of Mr. Sakti Prasad Ghosh, it is proposed to re-appoint as an independent Director on the Board of HEFC for a period of five years till the conclusion of the AGM to be held in the year 2023.

In the opinion of the Board, Mr. Sakti Prasad Ghosh fulfills the conditions specified in the Act and except for the above-mentioned shareholding; he is independent of the management. Copy of the draft letter for appointment of Mr. Ghosh as an Independent Director setting out the terms and conditions would be available for inspection without any fee by the members at the Registered Office of the Company during normal business hours on any working day, excluding Saturday.

The Nomination & Remuneration Committee has also recommended the appointment of Mr. Ghosh as Independent Director till the conclusion of the Annual General Meeting to be held on 2023.

The Board considers that his continued association would be of immense benefit to the Company and it is desirable to continue to avail services of Mr. Ghosh as an Independent Director. Accordingly, the Board recommends passing of the Resolution at Item No.4 of the Notice as a Special Resolution.

Except Mr. Ghosh, being an appointee, none of the Directors or key Managerial Personnel (KMP) of the Company or their relatives are concerned or interested, financial or otherwise, in the resolution set out at Item No.4.

Item No 5

The Members of the Company, at the General Meeting held on June 20, 2011 had approved the appointment of Ms. Sujatha Venkatramanan as an Independent Director of the Company.

As per Section 149(10) of the Companies Act, 2013 (CA 2013), an Independent Director shall hold office for a term of five consecutive years on the Board of a Company but shall be eligible for reappointment on passing a special resolution by the Company for another term of five consecutive years on the Board of a Company. In line with the aforesaid provisions of the CA 2013 and in view of long, rich experience, continued valuable guidance to the management and strong Board performance of Ms. Sujatha Venkatramanan, it is proposed to re-appoint as an Independent Director on the Board of HFFC for a period of five years till the conclusion of the AGM to be held in the year 2023.

In the opinion of the Board, Ms. Sujatha Venkatramanan fulfills the conditions specified in the Act and except for the above-mentioned shareholding; he is independent of the management. Copy of the draft letter for appointment of Ms. Venkatramanan as an Independent Director setting out the terms and conditions would be available for inspection without any fee by the members at the Registered Office of the Company during normal business hours on any working day, excluding Saturday.

The Nomination & Remuneration Committee has also recommended the appointment of Ms. Venkatramanan as Independent Director till the conclusion of the Annual General Meeting to be held on 2023.
The Board considers that his continued association would be of immense benefit to the Company and it is desirable to continue to avail services of Ms. Venkatramanan as an independent Director. Accordingly, the Board recommends passing of the Resolution at Item No. 5 of the Notice as a Special Resolution.

Except Ms. Venkatramanan, being an appointee, none of the Directors or key Managerial Personnel (KMP) of the Company or their relatives are concerned or interested, financial or oth resolution set out at Item No.5.

Item No. 6

Mr. Manoj Viswanathan had been appointed as a whole-Time Director of the Company September 13, 2010. The present proposal is to seek the Shareholders’ approval for the reappointment of Mr. Mr. Manoj Viswanathan as the Whole Time Director in terms of the applicable provisions of the Companies Act, 2013. The Board of Directors of the Company (the Board’), at its meeting held on May 28, 2018 has, subject to the approval of the Shareholders, re-appointed Mr. Viswanathan for a further period of 5 years w.e.f April 1,2018. The payment of remuneration has already been approved by the Nomination & Remuneration Committee at its meeting held on May 28, 2018 & subsequently by the Board of Directors in its Board Meeting held on the same date. The minimum remuneration to be paid shall be Rs.80 Lakhs (including performance linked bonus) in the FY 2018-19 and shall be increase/decrease in consultation with the Investors of the Company.

Therefore, the Board proposes to seek approval of the Shareholders of the Company, approving the payment of remuneration as may be decided between the Investor and the Director along with the Perquisites and Allowances as applicable. Mr. Viswanathan holds 2,00,100 Equity Shares of the Company.

The Board recommends the Resolution as mentioned in Item no 6 of the Notice for your approval.

Expect Mr. Viswanathan, none of the other Directors or Key Managerial Personnel (KMP) of the Company or their relatives are concerned or interested, financial or otherwise, in the resolution set out at Item No 6.

Item No.7

The modification in the Articles of Association is carried out to give effect to the provisions of the Employee Stock Options as suggested by the Investor. Consent of the shareholders by passing a Special Resolution is required in this regard. New set of Articles of Association duly initialed by the Company Secretary is attached herewith separately as Annexure A.

The Board of Directors recommends the passing of this Resolution by special resolution set out at item no 7 of this agenda. None of the Directors / key managerial persons of the Company or their relatives is interested, financially or otherwise, in the aforesaid resolution.

Item No.8

In view to leverage the fund requirements of the Company and to augment the capital base of the Company, the Company is proposing to raise funds through the issuance of Non-Convertible Debentures (NCDs) whether listed/unlisted, secured/unsecured or otherwise, in one or more series / tranches on private placement, issuable / redeemable at par in accordance with the provisions of the Companies Act, 2013.

Section 42 of the Companies Act, 2013 read with the Rule 14 of the Companies (Prospectus and Allotment of Securities) Rules, 2014 (“Rules”) specifies that a company making a private placement of its securities is required to obtain the approval of the Members by way of a Special Resolution for each offer or invitation. However, and proviso to Rule 14(2) of the Rules states that in case of an offer or invitation to subscribe for non-convertible debentures on private placement, it shall be sufficient if the company passes special resolution only once in a year for all the offers or invitations for such debentures during the year.

In order to augment long term resources for financing, inter alia, the ongoing working capital requirement and for general corporate purposes, the Company, in accordance with its fund requirement, may require offering or inviting subscription for redeemable non-convertible debentures listed/unlisted, secured /unsecured or otherwise, in one or more series / tranches on private placement, issuable / redeemable at par.

This resolution enables the Board of Directors of the Company to offer or invite subscription for nonconvertible debentures, as may be required by the Company, from time to time and is valid for a year from the conclusion of this Annual General Meeting.

The Board commends the Special Resolution set out at Item No. 8 of the Notice for approval by the shareholders.

None of the Directors / Key Managerial Personnel of the Company or their relatives is in any way, concerned or interested, financially or otherwise, in the resolution set out at Item No. 8 of the Notice.

Item No. 9 & 10

The Members of the Company had earlier authorized the Board of Directors (which term shall be deemed to include any Committee of the Board) to borrow money(ies) on behalf of the Company (apart from temporary loans obtained or to be obtained from the Company’s bankers in the ordinary course of business) and for creation of charge on moveable and immovable properties of the Company as security in favour of lending agencies. Keeping in view your Company’s business requirements and growth plans, it is considered desirable to increase the said borrowing limits under the provisions of Section 180(1)(c) of the Companies Act, 2013 (the “Act”) to an amount not exceeding Rs.3000 Crores (Rupees Three Thousand Crores) of the then paid up capital and free reserves.

The borrowings by the Company, in general, are required to be secured by mortgage or charge on all or any of the moveable or immovable properties of the Company in such form, manner and ranking as may be determined by the Board from time to time, in consultation with the lender(s). Consent of the Shareholders are required under the provisions of Sections 180(1)(c) and 180(1)(a) of the Act, to increase the borrowing limits and to mortgage and / or create a charge on any of the moveable and / or immovable properties and / or the whole or any part of the undertaking(s) of your Company to secure its borrowings.

None of the Directors, Key Managerial Personnel and their relatives, are in any way, concerned or interested in the said resolutions.

The resolutions as set out in item nos. 9 and 10 of this Notice are accordingly commended for your approval.

By order of the Board of Directors,
For Home First Finance Company India Private Limited

Shreyans Bachhawat                                                                            Place: Mumbai
Company Secretary                                                                               Date:  June 14, 2018
Mem No: A26700

Brief Profile of Directors seeking appointment / re-appointment

Mr. Sakti Prasad Ghosh
Sakti Prasad Ghosh holds a master’s degree in Commerce from Calcutta, and a diploma in Financial Management from Jamnalal Bajaj Institute of Management (University of Bombay). His career spans over four and a half decades, starting as a probationary officer (Class i) in Reserve Bank of India and retiring as Executive Director, National Housing Bank (NHB). During his career, he was placed on deputation with Unit Trust of India, National Agricultural Bank for Rural Development (NABARD) and NHB to assist in building these institutions. Mr. Ghosh has been involved with Asian Development Bank (ADB) as Financial Management Specialist-cum-Staff Consultant and was also associated with Vidyasagar University, West Bengal, as nominee of Chancellor and Governor of West Bengal.

Ms. Sujatha Venkatramanan
Sujatha Venkatramanan is MBA in Finance & Marketing and a B.A. (Honours) in Economics from Delhi University. Ms. Venkatramanan has been a seasoned retail banking professional for over 20 years, with proven ability to manage portfolio risks across 14 countries, ranging from the Indian subcontinent and Middle East, to highly volatile Turkey and ‘Emerging Europe’. She brings extensive hands-on experience in credit risk strategy and management across the retail lending landscape, covering mortgages, commercial real estate lending, credit cards, personal loans, overdrafts, auto, margin lending, business lending, purchase of securitized portfolios and structured products. She has worked for 18 years with Citibank in various leadership roles across the globe, then as Head, Risk Advisory for Kairoleaf Analytics (part of the listed AurionPro Solutions group) and is now an independent consultant in the banking and risk advisory arena.

Mr. Manoj Viswanathan
Manoj Viswanathan holds a bachelor’s degree in Electrical & Electronics Engineering from BITS, Pilani and an MBA from XLRI Jamshedpur. He possesses experience of more than 18 years in consumer lending, encompassing sectors such as automobile loans, mortgages, and unsecured lending. He is considered to have played an important role in building the branch-based consumer-lending model for Citigroup in India. He is the CEO of Home First Finance Company.

Details of Directors seeking appointment / re-appointment at the ensuing Annual General Meeting

Form no. MGT – 11 Proxy Form

Route map of Venue of 9th Annual General Meeting of Home First Finance Company India Private Limited to be held on July 7, 2018 is attached herewith